ExchangeRight Net-Leased Portfolio 69 DST
Net lease retail property in Multiple states (8 states) · sponsored by ExchangeRight
ExchangeRight Net-Leased Portfolio 69 DST was a DST sponsored by ExchangeRight that owned a net lease retail property in Multiple states (8 states). Its last Form D was filed Jan 13, 2025.
How it ended
No outcome recorded · under 7 years
The record lists the offering as fully subscribed; the last Form D was filed Jan 13, 2025.
Key facts
- Minimum investment
- $100,000From the Form D
- Offering size
- $33,150,000Equity offered, per the Form D
- Sold
- Not reported after the first Form D (Jan 13, 2025)Form D, Jan 13, 2025
- Selling commissions
- Form D Item 15; the % is our arithmetic$1,657,500 · 5.0% of offering
- Financing
- Leveraged. This offering reports mortgage debt on the property.How it is financed ↓
- Offered under
- Rule 506(b)General advertising and solicitation are not permitted under this exemption.
Figures come from SEC Form D filings unless a source is cited. Sponsor-stated figures are as reported by the sponsor; Top1031 does not independently audit them. On a 45-day clock? Find day 45 and day 180 →
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Ask a 1031 specialist about this recordFree. About: ExchangeRight Net-Leased Portfolio 69 DST. Top1031 is not a broker-dealer.ExchangeRight Net-Leased Portfolio 69 DST · Multiple states (8 states) · Photo: cdn-static.exchangeright.com
What did the Trust own?
Portfolio 69 is not a single building but a bundle of separate single-tenant retail properties spread across 11 markets, each leased to a national retailer. 2 The sponsor's announcements name the tenants and give a portfolio square-foot total, but the reviewed public materials do not disclose the individual property addresses, so the specific sites are not established in the public record.
- Reported location
- Multiple states (8 states)
- Property size
- 11 long-term net-leased properties; 224,401 square feet
Tenant and lease terms are not in the SEC filings or cited sources.
How was it financed, and what did it cost to sell?
The reviewed record is silent on capital structure: neither the Form D nor the sponsor's subscription announcements state whether mortgage debt was placed on the portfolio, or name a lender.
Debt
- Financing
- Leveraged. This offering reports mortgage debt on the property.
- May convert to a REIT (721)
- Yes
Costs and terms from the Form D
- Selling commissions
- $1,657,500 · 5.0% of offering
- Finders’ fees
- $0
- Paid to officers, directors and promoters
- $0 · 0.0% of offeringForm D Item 16
- Broker-dealers named in the Form D
- 1 named in the Form D
Show the firms
- Lighthouse Capital Group, LLC · CRD 169135
Individual representatives named in Item 12 are not listed.
- Date of first sale
- Not in the Form D
- Minimum investment
- $100,000
Form D Item 15 and Item 16 amounts may be the issuer’s estimates; each percentage is Top1031’s arithmetic on two Form D figures. Item 16 can overlap Item 15, so Top1031 does not add them together.
Who's behind the Trust?
ExchangeRight sponsors a long-running series of net-leased DST programs and also operates its own non-traded REIT, the Essential Income REIT, which functions as a potential aggregator of those portfolios. The sponsor states Portfolio 69 was structured to be compatible with a future acquisition by that REIT, which could give investors a 721 exchange — contributing property interests for REIT units on a tax-deferred basis — or alternatively a 1031 exchange or cash-out, and says those outcomes are not guaranteed. 2
- Sponsor
- Offerings on record
What does the SEC record show?
ExchangeRight offered the trust under Rule 506(b), the private-placement exemption that bars public advertising and limits sales to accredited investors with a pre-existing relationship to the sponsor or its selling broker-dealers. The offering amount reported on the Form D is smaller than the $62.04 million the sponsor described when the raise closed. 3
- Legal Trust name
- ExchangeRight Net-Leased Portfolio 69 DST
- SEC CIK
- 2036873
- First Form D
- Jan 13, 2025
- Latest Form D
- Jan 13, 2025
- Filings on record
- 1
- Offered under
- Rule 506(b)General advertising and solicitation are not permitted under this exemption.
- Source filing
SEC Form D filings, newest first
| Filed | Form | Offering amount | Amount sold | Filing on SEC EDGAR |
|---|---|---|---|---|
| Form D | $33,150,000 | $0 | EDGAR |
Amounts, investor counts and minimums are as filed with the SEC on Form D. The change lines are Top1031’s arithmetic between consecutive filings; a new Form D notice starts a new count.
A Form D is the notice a sponsor files when it starts raising money. A Form D filing does not mean the SEC approved, endorsed, or verified the offering.
Common questions
- What happened to ExchangeRight Net-Leased Portfolio 69 DST?
- ExchangeRight Net-Leased Portfolio 69 DST is a Historical offering. The record lists the offering as fully subscribed; the last Form D was filed Jan 13, 2025.
- Does ExchangeRight Net-Leased Portfolio 69 DST have a 721 UPREIT exit?
- The record lists a possible 721 exit for ExchangeRight Net-Leased Portfolio 69 DST. The offering documents set whether and when it could happen. In a 721 exchange, or UPREIT, the DST’s property is contributed to a REIT’s operating partnership and investors receive operating-partnership units instead of cash.
- How a DST-to-721 UPREIT exit works
- What does the trust actually own?
- ExchangeRight describes 11 long-term net-leased retail properties totaling 224,401 square feet across 11 markets in eight states, occupied by national tenants including Kroger, Dollar General Plus, Tractor Supply, Sherwin-Williams and Dollar Tree. The sponsor's public materials reviewed here do not list the individual street addresses.
- Why does the SEC filing show a smaller offering amount than the $62 million announced?
- The Form D filed January 13, 2025 reports the equity amount the issuer registered at the time of filing, which can be filed early, amended, or cover only a portion of the total capitalization. ExchangeRight's own August 4, 2025 announcement and video describe the completed offering as approximately $62 million, or $62.04 million. Only one Form D appears on the SEC record for this trust, so the filing was never amended upward.
- What is the intended exit?
- ExchangeRight says the portfolio is designed to be compatible with a potential future acquisition of its properties by the sponsor's Essential Income REIT, at which point investors could have the opportunity to pursue a tax-deferred 721 exchange into REIT units, a 1031 exchange into other replacement property, a cash-out, or a combination. The sponsor expressly states these objectives and exit strategies are not guaranteed, and no completed REIT acquisition of this portfolio appears in the reviewed record.
- Has any outcome been reported since the offering closed?
- No outcome has been reported in the sources reviewed. There is no primary record of a sale, a REIT roll-up, a refinancing, or a default for this trust, and the SEC file contains a single Form D with no later filings. The trust's current operating status is not independently established.
In the news
Sources
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These links support the record as a whole; individual details may come from different sources.
DST interests are illiquid private securities. You may lose some or all of your investment. Distributions, tax treatment, and exit timing are not guaranteed. Review the current offering documents before investing.